Partner Agreement

• “Partner” means the organization enrolled in the Partner Program and the individuals authorized to act on its behalf.
• “End Customer” means the organization that ultimately licenses or consumes Rhondos products or services.
• “Deal Registration” means a submission identifying an End Customer opportunity through the Portal.
• “Rhondos Products” means Rhondos software and services, including PowerConnect.

Subject to this Agreement, Rhondos appoints the Partner as a non-exclusive partner authorized to identify opportunities for Rhondos Products and to participate in the Partner Program. Nothing in this Agreement creates an agency, joint venture, or employment relationship between the parties.

The Partner may register opportunities for End Customers through the Portal. Each submission must be (a) for an identifiable End Customer, (b) accurate and complete in all material respects, and (c) submitted in good faith based on documented engagement with the End Customer.

Rhondos reviews each Deal Registration and may approve, deny, request additional information, or close it. Approved registrations are valid for the period stated in the Portal (currently 120 days from approval) and may be extended for an additional 90 days subject to Rhondos’ approval. Rhondos reserves the right to revoke approval if the criteria above are not met or if the Partner ceases active engagement with the End Customer.

The Partner agrees to:

• represent Rhondos Products accurately and consistent with documentation provided by Rhondos;
• obtain and maintain all consents required to share End Customer contact information with Rhondos;
• comply with all applicable laws, including export-control, anti-corruption, anti-bribery, sanctions, competition, and data-protection laws;
• not make any representation, warranty, or commitment on behalf of Rhondos that is not expressly authorized in writing;
• protect Rhondos’ confidential information, trademarks, and brand;
• cooperate in good faith with Rhondos to progress registered opportunities.

Rhondos will:

• provide reasonable access to the Portal and to product information necessary to support registered opportunities;
• review Deal Registrations within a commercially reasonable timeframe;
• communicate decisions on Deal Registrations, extensions, and any required additional information through the Portal or by email.

Any fees, commissions, rebates, margins, or other compensation payable to the Partner are governed by a separate written commercial agreement between Rhondos and the Partner. This Agreement, on its own, does not entitle the Partner to any compensation.

Each party retains all right, title, and interest in its own intellectual property. The Partner may use Rhondos trademarks solely in accordance with Rhondos’ brand and trademark guidelines, and only for the purpose of identifying its participation in the Partner Program. All use of Rhondos trademarks inures to the benefit of Rhondos.

Each party will protect the other party’s confidential information with at least the same degree of care it applies to its own confidential information and no less than reasonable care, and will use such information only as needed to perform under this Agreement. Confidential information does not include information that is public, independently developed, or rightfully obtained from a third party without a duty of confidentiality.

The parties acknowledge that personal information may be exchanged in connection with this Agreement. Each party will comply with applicable data-protection laws, including by ensuring that it has a valid legal basis for transferring personal information to the other and by entering into supplemental data-processing terms where required.

This Agreement takes effect when the Partner first accesses the Portal and continues until terminated. Either party may terminate this Agreement for convenience on thirty (30) days’ written notice. Rhondos may terminate or suspend immediately if the Partner breaches this Agreement, the Terms of Service, the Privacy Policy, or applicable law. Sections that by their nature should survive termination will survive.

Participation in the Partner Program is provided on an “as is” basis. Rhondos disclaims all warranties to the maximum extent permitted by law. Neither party will be liable for any indirect, incidental, special, consequential, or exemplary damages, or for loss of profits, revenue, data, or goodwill arising out of or related to this Agreement. Each party’s aggregate liability under this Agreement will not exceed one thousand US dollars (USD 1,000) or the amount actually paid between the parties under a separate commercial agreement in the twelve (12) months preceding the claim, whichever is greater.

This Agreement is governed by the laws of the jurisdiction in which Rhondos’ principal place of business is located, without regard to its conflict-of-laws principles. The parties consent to the exclusive jurisdiction and venue of the competent courts in that jurisdiction.

This Agreement, together with the Terms of Service and Privacy Policy, constitutes the entire agreement between the parties with respect to the Partner Program and supersedes prior or contemporaneous understandings on the subject. If any provision is held unenforceable, the remaining provisions will continue in full force and effect. Notices to Rhondos may be sent to partners@rhondos.com.